Second Chances
by Hamilcar
Summary: AU Ultimate Spidey-verse. The climactic battle of Ultimate Spiderman 117 ends in a drastically different way and Harry Osborn is left caught between the monster he fears he is and the hero Peter insists he can be.
1. Chapter 1

OOO

"Harry?" Peter leaned over his friend whose transformed body had collapsed onto the deck.

"Heeyyy Pete…" He croaked, a growing sound now that he was in full-fledged goblin form.

"Are you okay?"

"Nnnoooott really…" He drew in another shaky breath when the lapse in battle was suddenly disrupted.

Norman Osborn's feral scream carried out the scorching air as he came stomping through the flames that surrounded him. Danvers ordered her men to fire again and Peter rushed to engage Osborn. They had barely exchanged blows when an explosion from the artillery blew Peter free. He shot a line of webbing and scrambled to climb back on the deck as Harry leapt to engage his father.

"Nooo!" He heard his friend scream and fought to pull himself over the railing. Harry was begging his father to stop.

The monster would have none of it though. As Peter dragged his body up, he saw Norman whaling on Harry, berating him for his ingratitude, his lack of filial loyalty. Sickened Peter got to his feet, ready to assault the Goblin again.

Then he saw Harry, de-transforming, with Norman ready to strike again, heedless of the damage it would cause to Harry's fully human body.

"No!" Peter screamed and shot out lines of webbing, pulled Harry's body across the deck.

There was a smashing sound as Norman's fist hit the metal instead of Harry's body. Peter yanked the body into his arms, momentarily winded by the sudden weight. As Norman's glowing eyes turned towards him, however, adrenaline rushed through his system and he lifted Harry as gently as possible, shooting a line of webbing high and leaping, hoping to get them both to safety.

Another spray of fire from Danvers' men distracted Norman as Peter frantically carried Harry below. Armored doors closed behind them though the sounds of the battle that was raging above them still managed to penetrate the bunker. People rushed towards the pair, medical staff from what Peter could tell. He pushed the bleeding body of his friend towards them.

"Help him!" He begged as they loaded Harry onto a stretcher.

"Pete… Pete… stay, please stay…"

"I'm right here Harry!" He yanked off the mask – it wasn't as though it matter amongst S.H.I.E.L.D. operatives – and ran alongside the stretcher, struggling to remain in his sight as the medics attached IVs, desperate to get blood back into his system. "I'm right here, I'm staying right here! You're going to be okay!"

"Get him into the OR! He probably has organ damage…"

A white-suited technician stopped Peter at the door. "You can't go in there."

"I'm his friend!" Peter pleaded. "I promised!"

"You have to wait out here. The environment has to be sterile and there's nothing more you can do to help him."

They disappeared with his body into the room, leaving Peter standing outside the doors. "I'll be waiting Harry!" He screamed. "I'll be right here!" There was only silence, broken by the sound of a distant explosion. Peter shuddered, wondering if he ought to go up to help them fight. He looked towards the door and slumped against the wall.

He had made a promise; and damned if he'd break it to help the people who had used Harry as bait and nearly gotten him killed.

OOO

By the time the light indicating a procedure was going on flickered off, Peter was nearly falling asleep. At one point Danvers had descended to bring him a chair, assure him that Norman had been killed and ask him if he needed anything to eat or drink; she even offered to show him the corpse. All his did was glare at her and turn away.

"I understand you must be upset…"

"Ask me again when Harry comes out of that room, one way or another," was all he replied.

She left him alone after that. He was nearly falling asleep when he saw the light shut off; before he made it to the door one of the medics came out.

"Keep it quick. He's been though a lot."

"A lot that you all put him through," Peter muttered, pushing past the man. "Harry?"

"Peter!" He looked like hell, Peter thought, bruised and bandaged. But he was alive. "Peter… my dad…"

"He's dead, Harry." Peter went to his side and rested his hand on Harry's shoulder, pulling it away when the other boy winced. "He can't hurt you again. Danvers' men killed him. He's dead, I promise."

"I just wanted him to stop…" He started to cry softly, tears streaking his battered visage.

"I know. I know."

"He made me into a freak Pete…"

"No!" Peter interrupted, vehemently. "You're a hero Harry. You helped bring him down, you tried to protect people – you're a _hero_." He swallowed. "No matter what you look like, no matter how you change, inside you are Harry. The same Harry who stood up for me when Flash got after me at school, the same Harry who would have sacrificed himself to stop his father tonight – that's who you are."

"They can't cure me Pete." He looked up into Peter's eyes, his own hollow and haunted. "They can't fix me. I'm going to be like this forever, always isolated, always alone, kept in some underground hole to be analyzed and used. That's going to me my life thanks to him."

Peter shook his head. "No Harry." He took his hand. "I won't leave you alone again. And if you insist on calling yourself a freak, then hey – OZ made me too. We'll be freaks together."

"It's not the same. _You're_ not a monster, you don't _look_ like a monster, you're not _crazy_…"

"I'll repeat it until you listen Harry. You aren't either."

He leaned over his friend, watching him fall asleep and wondering where the turn of events left them both

OOO

A/N: So for those of you unfamiliar with it, this is a fic set in an AU based on the Ultimate Spidey-verse, diverging at issue #117 (where Harry gets killed by his father) – the quotes at the very beginning come from there and the description of the battle is based on that episode. This fic will probably be like "Deserving" – just a set of short, quick chapters that offer a brief look at a 'what might have been' universe. Basically a chance for me to mess around a bit before getting down to lengthier projects.

One question, though – should I make this slash like most of my others? Or keep it a gen friendship fic? I could see it going either way, so I'd like to hear other thoughts on it.


	2. Chapter 2

OOO

"You know Johnny, I can't tell you how much I appreciate you doing this. I'm sure Harry's getting tired of having me as his only outside contact." Peter nodded to the guards as they made their way inside the S.H.I.E.L.D. compound.

"Say no more. Not a problem. I owe you more than one. Besides, he sounds like a guy who could use a friend or two – not that there's anything wrong with you, of course," he added. "But I'm sure every bit helps. I remember being on the outside like that and I didn't have to go through half the shit he did. Speaking of which – how's he doing?"

"Ups and downs. I think he hates the meds more than anything. Says that they make him feel slow, like he can't get his thoughts in order. He keeps trying to insist to Danvers that he doesn't need to take him but she's still acting like he'll go crazy without them." Peter sighed. "I can't say I agree with her."

"You think he can keep his transformations under control?" Johnny kept his voice low in case Danvers was listening, figuring she probably was.

"I think he'd be a lot less messed up if people, and by people I mean Danvers, quit pumping him full of stuff and let him try to get back to something that at least resembles normalcy."

"I don't suppose she'd be up for letting him return to school." He shifted a packed that was under his arm as they kept walking.

"Heh," Peter scoffed. "Not a chance in hell. Not sure that's what'd be best for him. All the anti-mutant sentiment can get out of hand and those who will attack somebody for what they're born as won't differentiate with him. I'm sure they don't care at all about what he's been through and I don't think he needs a bunch of immature high school kids ganging up on him. Then again…" He shrugged. "It's a moot point, anyway, since I'm not sure there's anyway to get him out of her custody."

They reached Harry's quarters moments later and only had to know twice before Harry opened the door, face glowing with anticipation.

"Pete!" He grinned. "And Johnny." He greeted the other teen with a nod. "Pete told me last time you might come." He ushered them into the room and the dropped down on a large couch stationed in front of a massive flat screen television.

"Yeah." Johnny returned the smile. "Figured I could drop by, spend a little time with you guys."

Harry's attention switched to Peter, apprehensive. "Did you…"

"I asked," he said with a look at Johnny.

"Oh." Harry's face fell as he read their expressions.

"I'm sorry," Johnny sighed. "I mean, that's not the best way to get things started is it? Reed's trying and he keeps looking. It's only… it's reacted to your system differently somehow. Danvers gave him all the medical info and I know you two had that one supervised visit but he hasn't been able to come up with anything he thinks will be permanent."

Harry shrugged and feigned unconcern. "It's fine. Don't blame yourself. I mean, I know the chances were small."

"We do have some good news though!" Peter interrupted, and then looked abashed. "Kinda. I mean, I know it's not what you hoped…"

"Reed made you an outfit," Johnny added, cutting off Peter's rambling by handing Harry the package he'd brought. "One that will change with you so that… you know…"

"So that I don't end up naked every time I transform and then change back?" Harry shot him a wry smile.

"Pretty much."

"Tell him I appreciate it then." Harry opened the box and examined the black outfit with red detailing approvingly. "Well, at least it's not as ridiculous and gaudy as Peter's."

"Hey!" Peter leaned back and reached across Johnny's shoulders to slap the back of his head. "That's the thanks I get?"

"Kidding!" Harry held his hands up. "Kinda."

"Well if we've had enough gift giving and chatting – I do believe Peter said something about video games?"

"Sure. They're all in the cabinet up there – take your pick of whichever you want."

"Sweet."

OOO

Elsewhere in the compound, an underling groaned. "Do I really have to watch this?"

"I need to know if anything out of the ordinary transpires. I'm not going to be ignorant of what's happening in my own compound."

"But all they're going to do is play Grand Theft Auto for the next umpteen hours!" He protested.

"Watch them and report back to me at the end of it with a transcript of everything that went on during the visit, as always."

She left the room, leaving the intern staring petulantly at the screen.

It was not, she had to admit, the ideal situation for any of them. But on the bright side, at least it didn't take much to placate them.

OOO

Johnny left first, making apologies that his sister wanted him back early, or else he would have stayed. So Peter found himself alone again with his best friend, unsure as ever what to do with the situation, hoping that Harry would be cheerful despite everything but treading lightly in case his outlook took a turn for the depressed.

"You know," Peter started quietly, "maybe it's a good thing, about Reed. Aunt May always says that things happen for a purpose. Maybe you staying like you are is one of those things. Maybe."

"A good thing?" Harry looked at him incredulously. "It means I'm going to be stuck here for the rest of my life. How is that a good thing?"

"You can't be kept here forever…"

"And who's going to get me out? S.H.I.E.L.D. has all kinds of crazy government clearance. As far as the rest of the world is concerned, I've permanently disappeared down a very deep hole."

"You'll get out of here," Peter assured him, without foundation and despite his own doubts about the possibility. "And when you do – well, Johnny and I and everybody else for that matter – we could always use another. People in our line of work, I mean. It's risky business, but you're no worse suited for it than we are." He shrugged uncomfortably. "Not like I want to put you in danger. It's serious stuff. But I think you would find it more fulfilling than sitting around all day."

"Still forgetting one important thing – I can't leave here." He leaned into the couch and put his feet up on the coffee table. "Heroics or not." He grew quiet. "Besides, how do you know what I'm going to do if I change again? I might end up attacking you."

"Not gonna happen," Peter insisted. "You wouldn't do that. Not now. And if you do – think of all the people you could help Harry. All the good you could do, the lives you could save…"

"The friends I could back up?" He smirked.

"Or have back you up," Peter suggested.

"Well it does seem a shame to waste the costume…" He picked it up with one hand and looked at it. "Tell you what, find a way to convince Danvers to let me leave this damn prison that's 'for my own good' and I'll follow you just about anywhere and do whatever you'd like."

"I'm keeping you to that you know," Peter told him as he grabbed his jacket.

"I wouldn't expect any less. So long as I get to see actual sunlight and get outside – I really don't mind."

The idea didn't strike Peter until he was on the subway home. But when it finally hit him, he wondered how he hadn't thought of it before. Of course, he didn't intend on telling Harry, at least not yet – there was no sense in elevating his hopes again if it didn't work out. Still, there was enough reason to be optimistic that the answer would be yes.

It wasn't the complete independence that Harry wanted, but a compromise was better than nothing.

OOO

A/N: Again, keeping the chapters short and offering quick snapshots. I'm not as familiar with the Ultimate Universe as I am with other forms of continuity so forgive/ point out any mistakes. Was in the mood for a quick update so I turned this out, but even though I know where I'd like the story to end up I'm a bit hazy about the middle. So this one might be set aside for a while (and will probably only be 1-2 chapters longer as it is) until I can get a better sense of what I'm doing. Also, this one will remain platonic between all involved.

Anyway. Hope you enjoyed and there will be more to come – even if it takes a while.


End file.
